Going Public Transactions, Corporate Governance and Ongoing Compliance Services

images (1).jpg

If you are looking to go public to raise growth capital to scale the business and keep your foot on the pedal and/or seeking shareholder liquidity, with my background and years of experience  running publicly traded companies listed in Canada and the USA, I can advise and help guide the board, CEO and management team in the following areas:​

Three Phases in the IPO/RTO Journey:

  • Phase 1  (1-2 Years prior to IPO​)

    • Early decision focus to support being public

    • Evolve policies and practices, corporate governance

    • Build relationships with investors, analysts, press, media

    • Optimal Share Structuring – including Stock Option Plans for Management and Employees

    • Determine Amount  of Funding Required to execute business plan

    • Planned Use of Proceeds - to fund organic growth, finance M&A transactions

    • Valuation Forecasting. Targeted Share Price Ranges for Capital Raises, Share Cap and Dilution Tables

    • Educate Board, Management and Employees

    • Engage auditors / contract CFO to produce Audited Financial Statements

    • Develop/Tweak Strategic Plan, Business Plan, Financial Models and Investor Pitch Deck/Powerpoint

  • Phase 2  (The IPO​ Process)

    • Project management - evaluate and select public company option vehicle, establish realistic timelines, budgets, assignment of leaders, support teams (internal and external) and deliverables;

    • Public Company Options and Supporting Documentation:

      • Initial Public Offering (IPO) Planning & Preparation; Business Plan and Executive Summary ; Road Show Planning; Investor PitchDeck and Story Telling to Raise Growth Capital

      • Reverse Take Over (RTO) Planning & Administration& Selection of Target. May include Capital Pool Corporations (CPC)

      • Direct Listing (New) as an option for employees and investors to convert their ownership into tradeable stock listed on an exchange

      • Initial Coin Offering - ICO

    • Liase and work with management and the securities attorneys, auditors, regulators, valuators, exchanges, investment bankers, underwriters and brokers thoughout the IPO, RTO and Direct Listing process

    • Completing a Listing Statement containing Prospectus Level of Disclosure

    • Team/roles -External and Internal

      • Working with auditors, corporate securities attorneys and the board of directors to ensure proper oversite of company disclosures, including financial results, data room

      • Choosing the right Transfer Agents, Filing Agents

      • PR / News Releases Communications

      • D&O Insurance Coverage and Procurement

      • CEO, CFO Certifications/ Investor Relations VP 

    • Messaging; internal and external

    • Documentation creation; SEC /SEDAR / SEDI Filings

    • Be ready for the day after

  • Phase 3 (Newly Public​)

    • Communications and Public Image

    • Investor and Shareholder Relations

    • Corporate Governance, Board Structure and filling Committees -  Executive Compensation, Audit and Finance etc.

    • SEC/SEDAR reporting and deadlines; XBRL​ (Ineractive Data) Agents

    • Working with Sedar and SEC Filing Service Agents/Providers

    • Quarterly and Annual Management Discussion and Analysis Reporting (MD&A)

    • Earnings release, EPS, metrics

    • Regulatory Compliance Reporting and Administration in Canada and the USA

      • ​Insider Trading Reporting

      • Material Change Reporting and Filings

      • (10K,10Q, 8K, 6K, 20F, AIF); US GAAP & IFRS; XBRL

      • Administration of Escrow Shares and Employee Stock Options